NORTH RUN CAPITAL, LP

North Run Capital, LP (“North Run”) was formed in 2002. The principal owners of North Run are Thomas B. Ellis and Todd B. Hammer (collectively, the “principals”). The principals are members of, and exercise control over, the general partner entities affiliated with each private investment fund managed by North Run (collectively the “North Run Funds” or the “Funds”), pursuant to the applicable limited partnership agreements. North Run and its related general partner entities are referred to collectively as the “North Run Affiliates.” North Run provides discretionary investment advisory services exclusively to closed-end private investment funds with traditional private equity capital structures. The Funds are exempt from registration under the Investment Company Act of 1940. North Run does not provide investment advisory services to separately managed accounts or individual investors in their personal capacity. North Run’s advisory services include identifying investment opportunities, conducting due diligence, negotiating and structuring transactions, monitoring portfolio company performance, and implementing exit strategies in accordance with each Fund’s investment objectives and restrictions as set forth in the applicable organizational and offering documents. Certain Funds managed by North Run were formed as special purpose vehicles for the sole purpose of investing in a single portfolio company through negotiated transactions. North Run provides advisory services to these vehicles on the same basis as it provides to its other Funds. North Run manages each Fund in a manner consistent with the investment strategy described in the Fund’s offering documents. North Run has discretionary authority to make investment decisions on behalf of the Funds, subject to the oversight and control of the applicable general partner. North Run does not provide individualized or specifically tailored investment advice to investors in the Funds. Any investment restrictions applicable to a Fund are contained in its organizational or offering documents. The North Run Funds are private investment funds that pursue a stated investment program pursuant to their respective limited partnership agreements and therefore may be considered alternative investment vehicles. In connection with managing the Funds, North Run and/or its affiliates may, for tax, legal, regulatory, or similar structuring purposes, form additional entities or vehicles to invest alongside or, in certain circumstances, in lieu of a Fund. Any such entities are intended to operate as part of the related Fund’s investment structure and are managed pursuant to the same investment strategy and objectives as the applicable Fund. As of March 31, 2026, North Run had approximately $334.5 million in assets under management, all of which are managed on a discretionary basis.

North Run and/or affiliated general partner entities receive management fees and performance-based compensation in accordance with the terms of the applicable limited partnership agreements and related governing documents, as disclosed to investors in the Funds. For funds that pay a management fee, the fee is generally calculated and paid quarterly in advance based on the terms set forth in the offering documents. The management fee is not negotiable; however, North

Run may, in its discretion, waive or reduce fees for certain investors, in whole or in part, without notice to or consent from other investors. North Run does not charge management fees with respect to investments by its affiliated entities or employees. In the future, North Run may enter into arrangements with clients other than the Funds on different terms. Management fees are typically paid through deductions from investors’ capital accounts or, in certain circumstances, through capital calls made specifically to fund such fees. North Run does not currently receive fees directly from portfolio companies held by the Funds. If such fees are received in the future, they are expected to be applied as an offset the management fee as further described in the offering documents. In addition to the management fee, investors bear their allocable share of expenses associated with the operation and administration of the Funds, including, but not limited to, professional services fees for audit, tax and legal services, regulatory fees and insurance premiums. The Funds may pay or reimburse the general partner, the management company or affiliates for expenses incurred on behalf of the Funds to the extent not reimbursed by a portfolio company or prospective portfolio company. In addition, portfolio companies may be charged for expenses attributable to investments in, or the disposition or prospective disposition of, such portfolio companies, as determined in good faith by the general partner. The Fund may also bear expenses related to unsuccessful investment opportunities (“broken deal expenses”), as further described in the respective limited partnership agreement.

Investment Strategy and Methods of Analysis North Run employs fundamental research and analysis to identify investment opportunities in public and private companies that are generally small-capitalization and “micro-capitalization” issuers. The investment program typically focuses on making private investments in public equity transactions (“PIPEs”) and other negotiated private investments. Investment decisions are based on an evaluation of a company’s business model, financial condition, management team, industry position, and potential for value creation. There is no assurance that North Run’s investment strategies or methods of analysis will be successful or that investment objectives will be achieved. Risk of Loss Investing in the Funds is speculative and involves a high degree of risk, including the potential loss of all invested capital. The risks described below are not intended to be a complete enumeration of all risks associated with an investment in the Funds. Investors should carefully review the more detailed discussion of risks contained in the applicable private offering memoranda prior to making an investment.

General Economic and Market Risk General economic, market, political, and financial conditions may adversely affect the value and performance of the Funds’ investments. Factors such as market volatility, inflation, rising interest rates, credit availability, geopolitical developments, regulatory changes, and global economic uncertainty may negatively impact portfolio companies and investment returns. Events beyond the control of the Funds, North Run, or portfolio companies may reduce investment values or delay liquidity. Investments in Public Companies and PIPE Transactions The Funds may invest in publicly traded securities or in private investments in public companies, including PIPE transactions. Such investments may be subject to market volatility, trading restrictions, disclosure obligations, regulatory scrutiny, shareholder litigation, and limitations on resale due to insider status or registration requirements. PIPE investments often involve restricted securities that may be illiquid, and there can be no assurance that a market for such securities will develop or that resale registration will occur in a timely manner, if at all. Nature of Portfolio Company Investments Many portfolio companies may be small, less established, unprofitable, or dependent on limited products, services, personnel, or markets. These companies may face significant competition and may be more vulnerable to business downturns or operational challenges than larger, more mature enterprises. The failure of a single product, service, or key individual may materially adversely affect a portfolio company’s performance. Follow-On Investments Certain portfolio companies may require additional capital after the Fund’s initial investment. There can be no assurance that the Fund will make follow-on investments, or that it will have sufficient resources to do so. Failure to provide additional funding may negatively impact a portfolio company or result in dilution of the Fund’s ownership interest. Cybersecurity Risks North Run and its service providers rely on information technology systems to support investment, operational, and reporting activities. These systems may be vulnerable to cybersecurity incidents, operational failures, unauthorized access, or other disruptions, which could result in financial losses, reputational damage, or adverse effects on Fund operations. Lack of Diversification The Funds are expected to make a limited number of investments. As a result, poor performance by a single portfolio company may have a disproportionate adverse effect on overall Fund performance. In addition, investments may be concentrated by geography or industry, further increasing exposure to adverse developments. Reliance on Portfolio Company Management The Funds generally will not control the day-to-day operations of portfolio companies and must rely on portfolio company management teams. Poor management performance, key personnel departures, fraud, or regulatory violations could materially adversely affect portfolio companies and the value of Fund investments. Reliance on Projections and Estimates Investment decisions may rely on financial projections and estimates prepared by North Run or portfolio company management. Such projections are inherently uncertain and based on assumptions that may prove inaccurate. Actual results may differ materially from projected outcomes. Limited Control and Minority Investments The Funds may hold minority ownership positions in portfolio companies and may have limited ability to influence management decisions or protect their investment. In certain circumstances, the Funds may

obtain control positions, which could expose them to additional liabilities, including regulatory, environmental, or fiduciary risks. Illiquidity and Long-Term Investment Horizon Investments in the Funds are illiquid and represent long-term commitments. There is no assurance that investments can be disposed of at favorable times or prices, or prior to the termination of a Fund. Investors should be prepared to bear the economic risk of their investment for an extended and indefinite period. Use of Leverage North Run does not currently employ leverage at the Fund level when entering into investment transactions. The Funds do not borrow money or otherwise incur indebtedness for investment purposes, other than, in limited circumstances permitted by the governing documents, for short-term or administrative purposes. Portfolio companies in which the Funds invest, however, may utilize leverage as part of their capital structures. Investments in leveraged companies involve a higher degree of risk because leverage may magnify losses during adverse economic or business conditions. Rising interest rates, operating difficulties, or reduced cash flow may impair a portfolio company’s ability to service debt, which could result in partial or total loss of the Fund’s investment. In addition, the Fund’s investments may be structurally junior within a portfolio company’s capital structure and therefore subject to increased risk of loss. Limited Operating History Certain Funds may have limited or no operating history. Past performance of investments managed by the Principals or affiliates is not necessarily indicative of future results.

North Run provides investment advisory services exclusively to the North Run Funds, each of which are exempt from registration under Section 3(c)(7) of the Investment Company Act of 1940. Investors in the North Run Funds are admitted at the discretion of each Fund’s general partner and may include endowments, pension plans, charitable institutions, family offices, other investment funds, and high net worth individuals, as well as other eligible entities. Certain employees and affiliates of North Run also invest in the North Run Funds.

Performance-Based Fees Investors in the Funds are subject to performance-based compensation, including carried interest payable to affiliated general partner entities, as set forth in the applicable organizational and offering documents. Generally, the affiliated entities are entitled to receive a share of the Fund’s net profits after investors have received a return of their contributed capital and the Fund has achieved a specified preferred rate of return, if any. North Run has waived or reduced the performance-based fee terms with respect to investment by its affiliates, employees and other strategic investors. These arrangements are generally provided for in the limited partnership agreement. The potential receipt of performance-based compensation creates an incentive for North Run to make investments that may be riskier or more speculative than those that might be made in the absence of performance-based compensation. In addition, although North Run and its affiliates invest their own capital in the Funds, their interests may differ from those of other investors. These differences may affect decisions regarding the selection, holding period, or disposition of investments. North Run seeks to manage these conflicts by managing the Funds in accordance with their stated investment strategies and maintaining policies and procedures designed to monitor investment decisions, and, where applicable, utilizing Fund advisory committees to provide oversight and assist in the review of conflicts. Side-by-Side Management North Run manages multiple Funds that may have different investment mandates, capital structures, or performance‑based compensation arrangements. This may give rise to potential conflicts of interest, including the incentive to favor one Fund over another based on fee structures or other economic considerations.

North Run seeks to mitigate these conflicts by adhering to its Investment Allocation Policy, which is designed to allocate investment opportunities on a fair and equitable basis among Funds over time and without regard to differences in fee structures. Allocation decisions are made based on a variety of factors, including investment strategy, available capital, portfolio composition, and the suitability of the opportunity for each Fund. In most cases, an investment opportunity is appropriate for a single Fund based on its investment strategy, timing, and available capital, and is therefore allocated exclusively to that Fund during its applicable investment period. In certain circumstances, including co‑investment transactions or other situations where an investment is suitable for more than one Fund, opportunities may be allocated among multiple Funds in accordance with the applicable governing documents and the Firm’s Investment Allocation Policy. Each Fund’s governing documents establish its investment period and may include conditions or limitations relevant to the allocation of investment opportunities, including restrictions on the formation of successor funds pursuing similar strategies. Where more than one Fund holds an investment in the same portfolio company, including in connection with follow‑on investments or disposition transactions, proceeds are generally allocated proportionately among participating Funds based on their respective ownership interests, consistent with applicable governing documents. Allocation decisions are subject to internal review and are documented in accordance with the Firm’s policies and procedures.

Neither North Run nor any of its management persons is registered, or has an application pending to register, as a broker-dealer, registered representative of a broker-dealer, futures commission merchant, commodity pool operator, commodity trading advisor, or associated person of any such entity. Other than (i) the investment advisory and general partner relationships between North Run and the general partner entities of the Funds, including the related fee arrangements described in Items 5 and 6 above, and (ii) the common control of North Run and such general partner entities by Thomas B. Ellis and Todd B. Hammer, neither North Run nor any of its management persons has any other business relationships with related persons that are material to North Run’s advisory business or the business of the Funds and that are reportable under this Item. Material conflicts of interest associated with these relationships are described in Item 11 below. North Run does not recommend, select, or retain other investment advisors for its clients in exchange for direct or indirect compensation, nor does North Run have other business relationships with investment advisers that create a material conflict of interest.

Personal Trading Code of Ethics North Run has adopted a Code of Ethics that reflects its fiduciary duty clients and sets forth standards of conduct expected of all employees. The Code of Ethics addresses, among other matters, the confidentiality of client and firm information, prohibitions on insider trading and market manipulation, policies and procedures governing personal securities transactions, and requirements regarding the disclosure and approval of gifts, business entertainment and other potential conflicts of interest. All employees are required to acknowledge receipt of the Code of Ethics and any amendments thereto and to report any violations of the Code to the Compliance Officer. Personal trading by employees is generally limited and subject to pre-clearance requirements and other restrictions. Employees are required to report transactions in reportable securities in accordance with the reporting requirements set forth in the Code. A copy of North Run’s Code of Ethics is available to investors upon request. Conflicts of Interest In the ordinary course of its business, potential conflicts of interest may arise between North Run, its affiliates, and the Funds. North Run seeks to identify and manage these conflicts through disclosure, policies and procedures, and oversight mechanisms. The following summarizes certain material conflicts of interest. Employee and Affiliate Investments Principals, employees, and affiliates of North Run invest their own capital in the Funds. While such investments align their interests with those of other investors, they may also create conflicts, including incentives to favor certain Funds or investments. North Run manages these conflicts through disclosure in Fund offering documents, application of its policies and procedures, and oversight by advisory committees where applicable. Board Representation and Portfolio Company Involvement Certain principals or employees of North Run may serve as directors, observers, or in similar roles with respect to portfolio companies. Compensation received from portfolio companies that are traded on a public securities market are not subject to a management fee offset, and may be retained by the employee. In these capacities, such individuals may owe fiduciary or contractual duties to the portfolio companies that could conflict with the interests of the Funds. Decisions made in these roles may affect the timing or nature of exits or other transactions. North Run seeks to manage these conflicts through disclosures, recusal where appropriate, and advisory committee oversight. Allocation of Investment Opportunities North Run manages multiple Funds and related investment vehicles and may be presented with investment opportunities that could be suitable for more than one Fund. This may create conflicts regarding the allocation of investment opportunities. North Run seeks to address these conflicts by adhering to its written investment allocation policies, as described in Item 6.

Performance-Based Compensation North Run and its affiliates receive performance-based compensation in the form of carried interest. This compensation structure creates an incentive to make investments that may involve greater risk or to favor investments that have the potential to generate higher carried interest. These conflicts are disclosed in Item 6 and are managed through adherence to stated investment strategies, internal controls, and advisory committee oversight.

Advisory Committee Certain Funds have established an Advisory Committee comprised of representatives of selected Limited Partners. The Advisory Committee is generally authorized under the applicable limited partnership agreement to review and, where permitted, approve or waive compliance with certain provisions of the partnership agreement, including matters involving potential conflicts of interest. The Advisory Committee may also be requested to review or approve certain actions that otherwise would require investor consent, including matters relating to conflicts of interest, allocations, transactions with affiliates, or other actions expressly contemplated by the partnership agreement. Nothing herein should be construed as granting the Advisory Committee authority beyond that provided in the applicable governing documents.

Interests in portfolio companies are generally acquired through privately negotiated transactions rather than through broker‑dealers or active trading markets. As a result, the use of broker‑dealers is uncommon, and North Run typically does not select broker‑dealers or negotiate brokerage commissions in connection with portfolio investments. To the extent North Run engages in transactions involving broker‑dealers or other counterparties, it seeks to obtain best execution under the circumstances. In doing so, North Run considers factors such as execution certainty, timing, transaction size, confidentiality, counterparty expertise, and the ability to access investment opportunities. Given the negotiated and often illiquid nature of the Firm’s investments, traditional measures such as quoted market prices or commission rates may have limited applicability. Where counterparties are involved, North Run selects such counterparties based on factors including reliability, experience, reputation, financial condition, and the ability to source and execute transactions. North Run does not select counterparties or allocate transactions based on the receipt of client referrals, investor capital, or other indirect economic benefits. North Run does not receive brokerage commissions, research, or other products or services (“soft dollar benefits”) from broker‑dealers or other third parties in connection with client transactions. Because most transactions are negotiated and Fund‑specific, aggregation across Funds is limited. To the extent that an investment opportunity is suitable for more than one Fund, allocations are made in accordance with the Firm’s Investment Allocation Policy, as described in Item 6 above.

North Run does not receive any economic benefit from any person other than its clients in connection with providing investment advisory services. In addition, North Run does not compensate any person, directly or indirectly, for client referrals.

North Run has not been involved in any legal or disciplinary events that are material to a client’s or prospective client’s evaluation of our advisory business or the integrity of our management.

Review of Accounts North Run reviews the investment portfolios of the North Run Funds on an ongoing basis as part of its portfolio management and risk oversight processes. Reviews are conducted periodically and in connection with specific events, including material developments at portfolio companies, changes in market or economic conditions, capital events, or potential dispositions. These reviews are conducted by the principals of North Run and other investment professionals, as appropriate. Reports to Investors North Run provides investors with regular written reports regarding their investment in the Funds. Such reporting generally includes investor-specific capital account statements provided on a quarterly basis and Form 1065-Schedule K-1s. In addition, North Run makes certain Fund level information available to investors through its investor reporting portal, which may include:   

Quarterly unaudited financial statements for the applicable Funds Annual audited financial statements for the applicable Funds Periodic investor update letters describing the portfolio companies and North Run’s investment rationale and developments.

North Run does not maintain physical possession of client funds or securities. However, together with the applicable general partner, North Run is authorized to withdraw funds or securities from the Funds for the payment of management fees, expenses, and other amounts contemplated by the governing documents. In addition, North Run’s role as investment adviser and affiliated party to the general partners provide it with access to client funds and securities. As a result of this authority and access, North Run is deemed to have custody of client funds and securities within the meaning of the Investment Advisers Act of 1940. Consistent with the custody requirements of the Advisors Act, client assets, where possible, are held by a qualified custodian within the meaning of the Advisers Act. With respect to certain privately offered securities and similar investments, a qualified custodian may maintain custody by holding documentation evidencing the investment rather than the securities themselves, and such investments may not be registered in the name of the custodian. In these circumstances, the custodian may not have control over the disposition of such investments or direct the delivery of sale proceeds and may be unable to independently verify ownership with a third party, including the issuer.

The Fund’s financial statements are prepared in accordance with generally accepted accounting principles (“GAAP”), audited annually by an independent public accounting firm registered with the Public Company Accounting Oversight Board and distributed to investors within 120 days following each Funds’ fiscal year end.

North Run has full discretionary authority to manage the investment activities of the North Run Funds in accordance with the investment objectives, strategies, and restrictions described in the Funds’ private offering memoranda and governing documents. North Run exercises discretionary authority with respect to the selection, purchase, disposition, and allocation of investments for the Funds. North Run does not provide advisory services directly to investors in the North Run Funds.

North Run has discretionary authority to vote securities held by the Funds and exercises this authority in accordance with its written proxy voting policies and procedures. In exercising proxy voting authority, North Run seeks to vote in a manner it believes is most likely to enhance the long-term value of investments held by the Funds, consistent with the investment objectives, strategies, and governing documents applicable to each Fund. Voting decisions are made on a case-by-case basis, taking into account the specific facts and circumstances surrounding each matter submitted for vote. While North Run’s proxy voting policies set forth general principles and guidelines, actual voting decisions may vary based on company-specific considerations. Conflicts of interest may arise in connection with proxy voting, including situations where North Run personnel involved in voting decisions have business, personal, or other relationships with a portfolio company or persons associated with a voting matter. If North Run determines that a material conflict of interest exists, North Run will seek to resolve the conflict in a manner consistent with its fiduciary duties, which may include referring the matter to the applicable Fund’s Advisory Committee or an independent third party for guidance on how the vote should be cast.

North Run does not require or solicit prepayment of fees six months or more in advance. North Run does not have any financial condition that is reasonably likely to impair its ability to meet contractual commitments to clients.